BIOADAPTIVES, INC.

Previous wording

BioAdaptives’ core business is to investigate, market and distribute natural plant, and algal, - and cyanobackteria-based products and medical devices that improve health and wellness for humans and animals, with an emphasis on nootropics, anti-aging, weight control, relaxation, pain relief, and anti-viral benefits. BioAdaptives is reformulating its entire product line and started bringing out new products from the second quarter 2025.

Current wording

BioAdaptives' core business is to investigate, market, and distribute natural plant, algal, and cyanobacteria-based products and medical devices that enhance health and wellness for humans and animals, with a focus on nootropics, anti-aging, weight control, relaxation, pain relief, and anti-viral benefits. BioAdaptives is reformulating its entire product line and started bringing out new products from the second quarter of 2025.

Previous wording

Effective November 15, 2021, the Company entered into a marketing agreement for an FDA-cleared Class Tl medical device, the Lung Flute™. In April 2024, The Company negotiated with the sole owner of the product to assume their existing stock and their rights to all future activities on this item. It intends to actively expand its sales efforts beyond the direct sale effort of its Lung Cleanser to expand to the medical communities, pharmacies, gyms, athletic clubs, and senior communities both in US and Internationally. The Company is also exploring agreements with other medical device manufacturers; the owners of intellectual prope1ty relating to medical devices and processes; and marketing companies associated with these manufacturers and owners.

Current wording

Effective November 15, 2021, the Company entered into a marketing agreement for an FDA-cleared Class Tl medical device, the Lung Flute™. In April 2024, The Company negotiated with the sole owner of the product to assume their existing stock and their rights to all future activities on this item. It intends to actively expand its sales efforts beyond the direct sales effort of its Lung Cleanser to target medical communities, pharmacies, gyms, athletic clubs, and senior communities, both in the US and internationally. The Company is also exploring agreements with other medical device manufacturers, the owners of intellectual property related to medical devices and processes, as well as marketing companies associated with these manufacturers and owners.

Previous wording

The Company’s current products and those in development include dietary supplements using natural ingredients and proprietary methods of optimizing the availability of nutrients in foods and beverages. The human products are designed to aid in cognitive health, regenerative stem cell activation, healthy weight loss. MyndMed™ provides Immediate cognitive enhancement (focus, clarity, motivation), medium-term resilience and memory gains, and long-term neuroprotection and cognitive health, making it a robust solution for anyone seeking to optimize mental performance and brain longevity. Xcellara™ regenerative stem cell activator, Zeranovia™ the healthy weight loss enhancer and Wynovia™ to reduce the loss of lean muscle mass while dieting.

Current wording

The Company's current products in development include dietary supplements utilizing natural ingredients and proprietary methods to optimize the availability of nutrients in foods and beverages. The human products are designed to aid in cognitive health, regenerative stem cell activation, and healthy weight loss. MyndMed™ provides Immediate cognitive enhancement (focus, clarity, motivation), medium-term resilience and memory gains, and long-term neuroprotection and cognitive health, making it a robust solution for anyone seeking to optimize mental performance and brain longevity. Zeranovia is a healthy weight loss enhancer, and Wynovia is used to help reduce the loss of lean muscle mass during dieting.

Previous wording

Beginning April, the Company finished the preparation to launch the Canine Product – PawPa™ Regen™. Backed by science and advanced technology PawPa™’s products not only enhance pet wellness but also set the new standard in pet care. “Regen” dog chew PawPa™’s flagship product is crafted with a blend of advanced nutraceutical compounds and infused with all-natural ingredients, these chews are specially formulated to enhance canine’s quality of life in their golden years. Specific benefits of the “Regen™” chew include: Regenerative Support, Energy & Vitality and Anti-aging Benefits.

Current wording

Beginning in April, the Company completed preparations to launch the Canine Product – PawPa™ Regen. Backed by science and advanced technology, PawPa™’s products not only enhance pet wellness but also set the new standard in pet care. “Regen” dog chew PawPa™’s flagship product is crafted with a blend of advanced nutraceutical compounds and infused with all-natural ingredients; these chews are specially formulated to enhance canines’ quality of life in their golden years. Specific benefits of the “Regen™” chew include Regenerative Support, Energy & Vitality, and Anti-aging Benefits.

Previous wording

The Company’s Product MyndMed™ is finishing its pre-launch phase. MyndMed™ is designed to optimize multiple neurotransmitter systems and neuroprotective pathways, delivering broad-spectrum cognitive benefits. By synergistically targeting acetylcholine, dopamine, neuroprotection, synaptic growth, and stress reduction, MyndMed™ supports both immediate and sustained improvements in mental performance, resilience, and brain health.

Current wording

The Company’s Product MyndMed™ is completing its pre-launch phase. MyndMed™ is designed to optimize multiple neurotransmitter systems and neuroprotective pathways, delivering broad-spectrum cognitive benefits. By synergistically targeting acetylcholine, dopamine, neuroprotection, synaptic growth, and stress reduction, MyndMed™ supports both immediate and sustained improvements in mental performance, resilience, and brain health.

Previous wording

It helps its rapid increase in motivation, sustained attention, and mental clarity, and help in tackling demanding cognitive tasks with greater drive and efficiency.

Current wording

It aids in a rapid increase in motivation, sustained attention, and mental clarity, and helps in tackling demanding cognitive tasks with greater drive and efficiency. The product underwent rigorous testing by TruShield and received its TruShield Certified Certification, which provides the brand with a trusted, science-backed way to demonstrate that the product is free from banned substances.

Previous wording

Xcellara™ is BioAdaptives’ regenerative wellness solution, to enhance your performance, accelerate recovery, and revitalize your health. Backed by double-blind placebo-controlled clinical trials, Xcellara™ activates stem cells for cellular regeneration. Derived from a proprietary blend of nutraceutical compounds Xcellara™ is the secret weapon for success on and off the court and provides a myriad of benefits. In its market testing, Xcellera™ has shown it has positive effect on those being challenged with chronic fatigue.

Current wording

Xcellara™ is BioAdaptives’ regenerative wellness solution to enhance your performance, accelerate recovery, and revitalize your health. Backed by double-blind placebo-controlled clinical trials, Xcellara™ activates stem cells for cellular regeneration. Derived from a proprietary blend of nutraceutical compounds, Xcellara™ is the secret weapon for success on and off the court, providing a myriad of benefits. In its market testing, Xcellera™ has demonstrated a positive effect on individuals challenged by chronic fatigue.

Previous wording

Zeranovia™ has been going through a further refining process. It is about to complete its clinical trial for launching in the last quarter. Zeranovia™ is an innovative, natural weight loss supplement designed to work exceptionally well on its own or as a complement to GLP-1 and GIP weight loss treatments such as Ozempic, Wegovy, Zepbound, and Mounjaro. It supports weight loss by dramatically suppressing appetite, enhancing insulin sensitivity, preserving muscle mass, and delivering essential nutrients. Zeranovia™ significantly enhances the effectiveness of existing treatments while providing substantial nutritional support to deter muscle wasting during a caloric deficit. Throughout the trial, extremely encouraging results are being reported of participants losing 5 to 11 pounds in a 7 to 10 day period.

Current wording

Zeranovia™ has been going through a further refining process. It is about to complete its clinical trial for launching in the last quarter. Zeranovia™ is an innovative, natural weight loss supplement designed to work exceptionally well on its own or as a complement to GLP-1 and GIP weight loss treatments such as Ozempic, Wegovy, Zepbound, and Mounjaro. It supports weight loss by dramatically suppressing appetite, enhancing insulin sensitivity, preserving muscle mass, and delivering essential nutrients. Zeranovia™ significantly improves the effectiveness of existing treatments while providing substantial nutritional support to prevent muscle wasting during a caloric deficit. Throughout the trial, extremely encouraging results have been reported of participants losing 5 to 11 pounds in a 7 to 10 day period.

Previous wording

Finally, BioAdaptives employs a dynamic affiliate marketing program, partnering with companies and individual influencers who boast large social media following and proven success in the supplement industry. These affiliates, carefully selected for their credibility and performance, promote BioAdaptives’ products through authentic endorsements, affiliate links, and promo codes. This strategy amplifies brand visibility, drives sales, and builds trust among niche audiences, leveraging the influence of established voices in the health and wellness space to accelerate growth.

Current wording

Finally, BioAdaptives employs a dynamic affiliate marketing program, partnering with companies and individual influencers who boast large social media followings and a proven track record of success in the supplement industry. These affiliates, carefully selected for their credibility and performance, promote BioAdaptives’ products through authentic endorsements, affiliate links, and promo codes. This strategy amplifies brand visibility, drives sales, and builds trust among niche audiences, leveraging the influence of established voices in the health and wellness space to accelerate growth.

Previous wording

All of the Company’s nutraceutical products are considered dietary supplements or natural foods, and we carefully avoid making health, drug, or disease cure claims that could trigger regulatory compliance issues and affect our ability to market BioAdaptives products. Our active ingredients are all plant, fungi, algal, or cyanobacteria-based and sourced worldwide from reputable suppliers who employ stringent compliance and sustainable agriculture practices.

Current wording

All of the Company's nutraceutical products are considered dietary supplements or natural foods, and we carefully avoid making health, drug, or disease cure claims that could trigger regulatory compliance issues and affect our ability to market BioAdaptives products. Our active ingredients are all plant, fungi, algal, or cyanobacteria-based and sourced worldwide from reputable suppliers that employ stringent compliance and sustainable agricultural practices.

Previous wording

BioAdaptives actively investigates new products, techniques, and novel applications of existing products or technology in our research. The Company’s research has focused on investigating all-natural supplement formulations that activate primitive cells, including stem cells and their derivatives, and natural ingredients that encourage stem cell proliferation. In 2022, the Company started a product line utilizing cyanobacteria and mushrooms.

Current wording

BioAdaptives actively investigates new products, techniques, and novel applications of existing products or technology in our research. The Company's research has focused on investigating all-natural supplement formulations that activate primitive cells, including stem cells and their derivatives, as well as natural ingredients that promote stem cell proliferation. In 2022, the Company started a product line utilizing cyanobacteria and mushrooms.

Previous wording

With regard to medical devices, in April 2024, we purchased the Lungflute™ from the sole US affiliate of the patent holder. We do not expect to develop any direct capability to manufacture medical devices for numerous reasons, including a lack of capital and the fact that the amortized cost of such facilities, if we were to construct or acquire them, is generally far higher compared to the cost of purchasing a finished product. We operate as a Research and Development nutraceutical company.

Current wording

With regard to medical devices, in April 2024, we purchased the Lungflute™ from the sole US affiliate of the patent holder. We do not expect to develop any direct capability to manufacture medical devices for several reasons, including a lack of capital and the fact that the amortized cost of such facilities, if we were to construct or acquire them, is generally far higher than the cost of purchasing a finished product. We operate as a Research and Development nutraceutical company.

Previous wording

Currently, the Company has one full-time executive employee. We retain hourly labor as needed and professional consultants to operate our business. The company’s management expects to use outside consultants, attorneys, and accountants as necessary. The need for additional employees and their availability will be addressed when deciding whether to acquire or participate in specific business opportunities.

Current wording

Currently, the Company has one full-time executive employee. We retain hourly labor as needed and professional consultants to manage our business operations. The company's management anticipates utilizing outside consultants, attorneys, and accountants as needed. The need for additional employees and their availability will be taken into account when deciding whether to acquire or participate in specific business opportunities.

Previous wording

We had a net loss of $157,914 for the three-month period ended June 30, 2025, which was $25,103 less than the net loss of $183,017for the three-month period ended June 30, 2024. The change in our results is mainly due to the Change in operating expenses. Of fair value of derivative liabilities

Current wording

We had a net loss of $379,502 for the three-month period ended September 30, 2025, which was $341,853 more than the net loss of $37,649 for the three-month period ended September 30, 2024. The change in our results is mainly due to the Change in operating expenses and the change in fair value of derivative liabilities.

Previous wording

Cost of Sales covers

Current wording

Cost of Sales covers these sales

Previous wording

Our general, administrative and professional fees are largely attributable to office, rent, advertising, consultants and transfer agent, legal, accounting and audit fees related to our reporting requirements as a public company as well as stock-based compensation for officers, directors and consultants.

Current wording

Our general, administrative, and professional fees are largely attributable to office rent, advertising, consultants, transfer agent, legal, accounting, and audit fees related to our reporting requirements as a public company, as well as stock-based compensation for officers, directors, and consultants.

Previous wording

The Company recorded interest expenses of $9,649 and $ 17,969 for the three months ended June 30, 2025, and 2024. It also shows a change in fair value of derivative liabilities of $130,954 and (77.020) for June 30, 2025, and 2024.

Current wording

Other Income (Expense)($14,153) and ($ 9,697) for the three months ended September 30, 2025, and 2024. It also shows a change in the fair value of derivative liabilities of $201,360 and $93,989 as of September 30, 2025, and 2024.

Previous wording

As a result of our operating expenses the Company reported a net loss of $ 157,914 and $ 183,017 for the three months ended June 30, 2025, and 2024.

Current wording

As a result of our operating expenses, the Company reported a net loss of $379,502 and $37,649 for the three months ended September 30, 2025, and 2024.

Previous wording

Our balance sheet as of June 30, 2025, reflects current assets of $255,515, including cash in the amount of $210,582

Current wording

Our balance sheet as of September 30, 2025, reflects current assets of $108,860, including cash in the amount of $59,273.

Previous wording

Net cash used in operating activities during the six months ended June 30, 2025, was $208,888, an increase of $116,251 from net cash used of $92,637 in operating activities during the six months ended June 30, 2024.

Current wording

Net cash provided (used) by operating activities during the nine months ended September 30, 2025, was $360,197, an increase of $211,218 from net cash used of $148,979 in operating activities during the nine months ended September 30, 2024.

Previous wording

As of June 30, 2025, we have insufficient cash to operate our business at the current level for the next twelve months and insufficient cash to achieve our business goals. The success of our business plan beyond the next 12 months is contingent upon us obtaining additional financing. We intend to fund operations through debt and/or equity financing arrangements, as well as the sales of our various new product lines, which may be insufficient to fund our capital expenditure, working capital, or other cash requirements. We do not have any formal commitments or arrangements for the sales of stock or the advancement or loan of funds at this time. There can be no assurance that such additional financing will be available to us on acceptable terms, or at all.

Current wording

As of September 30, 2025, we have insufficient cash to operate our business at the current level for the next twelve months and insufficient cash to achieve our business goals. The success of our business plan beyond the next 12 months is contingent upon our obtaining additional financing. We intend to fund operations through debt and/or equity financing arrangements, as well as the sale of our various new product lines, which may be insufficient to cover our capital expenditures, working capital, or other cash requirements. We do not have any formal commitments or arrangements for the sale of stock or the advancement or loan of funds at this time. There can be no assurance that such additional financing will be available to us on acceptable terms, or at all.

Previous wording

On June 30, 2025, we had $210,582 of cash on-hand and an accumulated deficit of $9,518,365, and as noted throughout this report and our financial statements and notes thereto, our independent auditors expressed their substantial doubt as to our ability to continue as a going concern as of December 31, 2025. We anticipate to be incurring some losses in the near future, until all the products are launch and have maximized their sales. Our ability to continue as a going concern is dependent upon our ability to successfully compete, operate profitably and/or raise additional capital through other means.

Current wording

On September 30, 2025, we had $ 59,273 of cash on hand and an accumulated deficit of $9,897,858, and as noted throughout this report and our financial statements and notes thereto, our independent auditors expressed their substantial doubt as to our ability to continue as a going concern as of September 30, 2025. We anticipate incurring some losses in the near future until all the products are launched and have reached their maximum sales potential. Our ability to continue as a going concern is dependent upon our ability to successfully compete, operate profitably, and/or raise additional capital through other means.

Previous wording

Because our business plan relies on marketing products, our capital requirements are generally limited to general operations, administration, inventories, and development expenses including the costs of continuing as a public company, and our variable costs scale up or down based on our actual sales. We believe that increasing our marketing expenses will be critical to establishing sales sufficient to cover our expenses and, if possible, generate a profit. We anticipate using our existing financing operations to do so, which will almost certainly require either the issuance of equity or increases in existing levels of debt or, most likely, both.

Current wording

Because our business plan relies on marketing products, our capital requirements are generally limited to general operations, administration, inventories, and development expenses, including the costs of continuing as a public company. Our variable costs scale up or down based on our actual sales. We believe that increasing our marketing expenses will be critical to establishing sales sufficient to cover our costs and, if possible, generate a profit. We anticipate utilizing our existing financing operations to do so, which will likely require either the issuance of equity or increases in existing debt levels, or both.

Previous wording

Management’s plans include the raising of capital through the equity markets to fund future operations, seeking additional acquisitions, and generating revenue through our business. However, even if we do raise sufficient capital to support our operating expenses and generate adequate revenues, there can be no assurances that the revenue will be sufficient to enable us to develop business to a level where we will generate profits and positive cash flows from operations. These matters raise substantial doubt about our ability to continue as a going concern. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might result from this uncertainty.

Current wording

Management's plans include raising capital through the equity markets to fund future operations, seeking additional acquisitions, and generating revenue through our business. However, even if we raise sufficient capital to support our operating expenses and generate adequate revenues, there can be no assurance that the revenue will be sufficient to enable us to develop our business to a level where we will generate profits and positive cash flows from operations. These matters raise substantial doubt about our ability to continue as a going concern. These financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the classification of liabilities that might result from this uncertainty.

Previous wording

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, and capital expenditures or capital resources that are material to stockholders.

Current wording

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues, expenses, results of operations, liquidity, capital expenditures, or capital resources that are material to our stockholders.

Previous wording

Our financial statements are based on the application of accounting principles generally accepted in the United States (“US GAAP”). US GAAP requires the use of estimates; assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenue, and expense amounts reported. These estimates can also affect supplemental information contained in our external disclosures including information regarding contingencies, risk and financial condition. We believe our use of estimates and underlying accounting assumptions adhere to US GAAP and are consistently and conservatively applied that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions or conditions. We continue to monitor significant estimates made during the preparation of our financial statements.

Current wording

Our financial statements are based on the application of accounting principles generally accepted in the United States ("US GAAP"). US GAAP requires the use of estimates, assumptions, judgments, and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenue, and expense amounts reported. These estimates can also affect supplemental information contained in our external disclosures, including information regarding contingencies, risk, and financial condition. We believe our use of estimates and underlying accounting assumptions adheres to US GAAP and is consistently and conservatively applied, which we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions or conditions. We continue to monitor significant estimates made during the preparation of our financial statements.